How to Dissolve an LLC in Idaho (2026)
Idaho LLC owners dissolve their company by filing the Statement of Dissolution with the Idaho Secretary of State. The fee is $20. You don't need notarization, and Idaho doesn't ask for a tax clearance certificate before it accepts the form.
This guide covers voluntary dissolution of a domestic Idaho LLC, the kind you file when members vote to close the business. A foreign LLC uses a different form instead: the Withdrawal of Foreign Registration Statement.
Quick Summary
- Settle your final tax obligations before you file. The Idaho State Tax Commission handles that separately from the Secretary of State.
- Notify creditors before you distribute assets. A written notice or a published notice starts the clock on when old claims expire.
- Keep a copy of your filed Statement of Dissolution. Your bank and other institutions will ask for it to close accounts.
Idaho LLC Dissolution Quick Reference
Here's every number and address you need before you file. It's pulled from the Idaho Secretary of State's own form and fee schedule.
| Detail | Information |
|---|---|
| Form name | Statement of Dissolution (Limited Liability Company) |
| Filing fee | $20 (paper filing: $0 base fee plus a $20 manual processing fee) |
| Expedited options | +$40 for 8-business-hour service; +$100 for same-day service if received by 1 p.m. Mountain Time |
| Standard processing | About 7 to 10 business days as currently posted; not a fixed statutory figure and updated as filing volume changes |
| Online portal | Not available for this form; the Statement of Dissolution is mailed or delivered, not filed through SOSBiz |
| Mail address | Office of the Secretary of State, 450 N 4th Street, PO Box 83720, Boise, ID 83720-0080 |
| In-person address | Office of the Secretary of State, 450 N 4th Street, Boise, ID |
| Notarization required | No |
| Tax clearance required (agency) | No; the Idaho State Tax Commission closes tax accounts separately from this filing |
| Online filing mandatory for | Not applicable; no filer type or county must use an online option for this form |
| Short-form eligibility | Not applicable; Idaho uses one Statement of Dissolution regardless of debts or assets |
How to Dissolve an LLC in Idaho: 6 Steps
Step 1: Vote to Dissolve
Every member has to agree before you can dissolve. That's Idaho's default rule: all members must vote yes or give written consent [1]. Check your operating agreement first, since it can set a different threshold.
Record the vote in writing and keep it with your company records. A bank or the state may ask for proof of member approval later.
Step 2: Notify Creditors
Tell creditors once members approve the dissolution, before you pay out any assets. Mail known creditors a written notice that gives them at least 120 days to respond [2].
If you reject a claim, it's barred unless they sue within 90 days of your rejection. Keep a copy of every notice you send, in case a dispute comes up later.
For creditors you don't know about, publish a notice once in a newspaper in your LLC's home county. That starts a three-year clock, after which an unknown claim is barred [3]. Neither notice is required, but skipping them leaves old claims open longer.
Step 3: File Final Tax Returns
File your last state and federal returns, covering everything up to your dissolution date. The Idaho State Tax Commission closes your accounts on its own schedule, separate from the Secretary of State filing.
Clear any unfiled annual report in Idaho too. It's easy to overlook once you're focused on winding down the business.
Step 4: File the Statement of Dissolution with the Secretary of State
Mail or deliver the completed Statement of Dissolution, along with the $20 fee, to the Idaho Secretary of State at its Boise office.
Idaho doesn't require online filing for this form. There's also no short-form version for LLCs without debts or real property.
It doesn't need notarization. You need a signature from a manager, member or someone you've authorized to sign on the LLC's behalf.
Standard processing currently takes about 7 to 10 business days. Pay an extra $40 for 8-hour service, or $100 for same-day processing if it arrives by 1 p.m. Mountain Time.
Keep your registered agent in Idaho active until the state accepts this filing, so you don't miss anything sent to that address during the wind-up.
Step 5: Distribute Remaining Assets
Pay off creditors first, including any member the company owes money to. Only after that can anyone touch what's left.
Idaho law then splits the surplus among members based on their share of distributions, and every payout has to be cash, not property [4]. Those distribution rights come from your operating agreement.
Step 6: Close Accounts and Cancel Licenses and Permits
Once the state accepts your filing, close out everything the LLC still has open, starting with the bank. Bring your filed Statement of Dissolution to close business accounts.
Cancel any city or county licenses and permits tied to the LLC. Close the sales-tax and withholding accounts you handled in Step 3.
Pay off remaining debts before you close anything. That way, a creditor can't come back later. Keep copies of every cancellation notice with your records, in case a landlord or vendor asks for proof later.
Dissolution steps vary by state. If you also own an LLC elsewhere, check our how to dissolve an LLC hub guide for that state's steps.
Once winding up is done, you're free to start a new LLC in Idaho as a separate legal entity, with no debts or claims carried over from the one you closed.
FAQs
How Much Does It Cost to Dissolve an LLC in Idaho?
It costs $20 to dissolve an LLC in Idaho, the fee for the Statement of Dissolution. Rush options cost extra. Add $40 for 8-hour turnaround, or $100 to get it filed the same day.
How Long Does It Take to Dissolve an LLC in Idaho?
It takes about 7 to 10 business days to dissolve an LLC in Idaho right now, though that estimate shifts with filing volume. Expedited service is available for an extra fee if you need it faster.
Does a Foreign LLC Use the Same Dissolution Form in Idaho?
No, a foreign LLC registered in Idaho uses a different form to withdraw. It's called the Withdrawal of Foreign Registration Statement. That's different from the Statement of Dissolution covered here, and it cancels your Idaho registration without ending the company, since your LLC still exists in its home state.
Do I Need Tax Clearance Before I Dissolve an LLC in Idaho?
No, you don't need tax clearance before you dissolve an LLC in Idaho. You still have to file final returns and close your accounts with the Idaho State Tax Commission, just not before this filing goes through.
Can I Start a New LLC in Idaho After Dissolving One?
Yes, you can start a new LLC in Idaho once this one is fully wound up.
References:
1. https://legislature.idaho.gov/statutesrules/idstat/title30/t30ch25/sect30-25-701/
2. https://legislature.idaho.gov/statutesrules/idstat/title30/t30ch25/sect30-25-704/
3. https://legislature.idaho.gov/statutesrules/idstat/title30/t30ch25/sect30-25-705/
4. https://legislature.idaho.gov/statutesrules/idstat/title30/t30ch25/sect30-25-707/
